Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

SGH LIMITED Capital/Financing Update 2021

May 17, 2021

65777_rns_2021-05-17_b804720c-1bf2-44a2-8121-81ebf73ab071.pdf

Capital/Financing Update

Open in viewer

Opens in your device viewer

Appendix 3B

Proposed issue of +securities

Information and documents given to ASX become ASX's property and may be made public.

If you are an entity incorporated outside Australia and you are proposing to issue a new class of +securities other than CDIs, you will need to obtain and provide an International Securities Identification Number (ISIN) for that class. For offers where the +securities proposed to be issued are in an existing class of security, and the event timetable includes rights (or entitlement for nonrenounceable issues), and deferred settlement trading or a representation of such, ASX requires the issuer to advise ASX of the ISIN code for the rights (or entitlement), and deferred settlement trading. This code will be different to the existing class. If the securities do not rank equally with the existing class, the same ISIN code will be used for that security to continue to be quoted while it does not rank.

Further information on the requirement for the notification of an ISIN is available from the Create Online Forms page. ASX is unable to create the new ISIN for non-Australian issuers.

*Denotes minimum information required for first lodgement of this form, with exceptions provided in specific notes for certain questions. The balance of the information, where applicable, must be provided as soon as reasonably practicable by the entity.

Questionno Question Answer
1.1 *Name of entityWe (the entity here named)give ASX the followinginformation about a proposedissue of +securities and, if ASXagrees to +quote any of the+securities (including anyrights) on a +deferredsettlement basis, we agree tothe matters set out inAppendix 3B of the ASXListing Rules Seven Group Holdings Limited (ABN 46 142 003 469)(SGH)
1.2 *Registration type and numberPlease supply your ABN, ARSN,ARBN, ACN or another registrationtype and number (if you supplyanother registration type, pleasespecify both the type of registrationand the registration number). ABN 46 142 003 469
1.3 *ASX issuer code SVW
1.4 *This announcement isTick whichever is applicable. ☐ A new announcement☒An update/amendment to a previous announcement☐ A cancellation of a previous announcement
1.4a *Reason for updateMandatory only if "Update" ticked inQ1.4 above. A reason must beprovided for an update. Extension of SPP Closing Date and amendment to SPPoffer price. Refer to the 'Seven Group Holdingsextension of SPP Closing Date' announcement lodgedwith the ASX on 10 May 2021.
1.4b *Date of previousannouncement to this updateMandatory only if "Update" ticked inQ1.4 above. 19 April 2021

Part 1 – Entity and announcement details

1.4c *Reason for cancellationMandatory only if "Cancellation" tickedin Q1.4 above.
1.4d *Date of previousannouncement to thiscancellationMandatory only if "Cancellation" tickedin Q1.4 above.
1.5 *Date of this announcement 18 May 2021
1.6 *The proposed issue is:Note: You can select more than onetype of issue (e.g. an offer of ☐ A +bonus issue (complete Parts 2 and 8)☐ A standard +pro rata issue (non-renounceable or
securities under a securities purchaseplan and a placement, however ASXmay restrict certain events from beingannounced concurrently). Pleasecontact your ASX listings complianceadviser if you are unsure. renounceable) (complete Q1.6a and Parts 3 and 8)☐ An accelerated offer (complete Q1.6b and Parts 3 and 8)☒An offer of +securities under a +securities purchaseplan (complete Parts 4 and 8)
☐ A non-+pro rata offer of +securities under a+disclosure document or +PDS (complete Parts 5 and 8)
☐ A non-+pro rata offer to wholesale investors under aninformation memorandum (complete Parts 6 and 8)
☒A placement or other type of issue (complete Parts 7 and8)
1.6a *The proposed standard +prorata issue is: ☐ Non-renounceable
Answer this question if your responseto Q1.6 is "A standard pro rata issue(non-renounceable or renounceable)." ☐ Renounceable
Select one item from the list
An issuer whose securities arecurrently suspended from tradingcannot proceed with an entitlementoffer that allows rights trading. If yoursecurities are currently suspended,please consult your ASX listingscompliance adviser before proceedingfurther.
1.6b *The proposed acceleratedoffer is: ☐Accelerated non-renounceable entitlement offer(commonly known as a JUMBO or ANREO)
Answer this question if your responseto Q1.6 is "An accelerated offer"Select one item from the list ☐ Accelerated renounceable entitlement offer(commonly known as an AREO)
An issuer whose securities arecurrently suspended from trading ☐ Simultaneous accelerated renounceable entitlementoffer (commonly known as a SAREO)
cannot proceed with an entitlementoffer that allows rights trading. If yoursecurities are currently suspended,please consult your ASX listingscompliance adviser before proceeding ☐ Accelerated renounceable entitlement offer with dualbook-build structure (commonly known as aRAPIDS)
further. ☐ Accelerated renounceable entitlement offer with retailrights trading (commonly known as a PAITREO)

Part 2 – Details of proposed +bonus issue

If your response to Q1.6 is "A bonus issue", please complete Parts 2A – 2D and the details of the securities proposed to be issued in Part 8. Refer to section 1 of Appendix 7A of the Listing Rules for the timetable for bonus issues.

Part 2A – Proposed +bonus issue – conditions

QuestionNo. Question Answer
2A.1 +•••••• *Are any of the following approvals requiredfor the +bonus issue to be unconditional?Security holder approvalCourt approvalLodgement of court order with +ASICACCC approvalFIRB approvalAnother approval/condition external tothe entity.If any of the above approvals apply to the bonus issue,they must be obtained before business day 0 of thetimetable. The relevant approvals must be receivedbefore ASX can establish an ex market in thesecurities. Yes or No
2A.1a approval). ConditionsAnswer these questions if your response to Q2A.1 is "Yes".Select the applicable approval(s) from the list. More than one approval can be selected. The "date fordetermination" is the date that you expect to know if the approval is given (for example, the date of the securityholder meeting in the case of security holder approval or the date of the court hearing in the case of court
*Approval/ conditionType *Date fordetermination *Is the dateestimated oractual? *Approval received/condition met?Please respond "Yes" or"No". Only answer thisquestion when you knowthe outcome of theapproval. Please advisebefore business day 0 ofthe Appendix 7A bonusissue timetable. Comments
+Security holderapproval
Court approval
Lodgement of courtorder w ith +ASIC
ACCC approval
FIRB approval
Other (please specifyin comment section)
QuestionNo. Question Answer
2B.1 *Class or classes of +securities that willparticipate in the proposed +bonus issue(please enter both the ASX security code &description)If more than one class of security will participate in theproposed bonus issue, make sure you clearly identifyany different treatment between the classes.
2B.2 *Class of +securities that will be issued inthe proposed +bonus issue(please enterboth the ASX security code & description)
2B.3 *Issue ratioEnter the quantity of additional securities to be issuedfor a given quantity of securities held (for example, 1for 2 means 1 new security issued for every 2 existingsecurities held).Please only enter whole numbers (for example, abonus issue of 1 new security for every 2.5 existingsecurities held should be expressed as "2 for 5"). for
2B.4 *What will be done with fractionalentitlements?Select one item from the list. ☐ Fractions rounded up to the next wholenumber☐ Fractions rounded down to the nearestwhole number or fractions disregarded☐ Fractions sold and proceeds distributed☐ Fractions of 0.5 or more rounded up☐ Fractions over 0.5 rounded up☐ Not applicable
2B.5 *Maximum number of +securities proposedto be issued (subject to rounding)

Part 2B – Proposed +bonus issue - issue details

Part 2C – Proposed +bonus issue – timetable

QuestionNo. Question Answer
2C.1 *+Record dateRecord date to identify security holders entitled toparticipate in the bonus issue. Per Appendix 7A section1 the record date must be at least 4 business daysfrom the announcement date (day 0).
2C.3 *Ex datePer Appendix 7A section 1 the ex date is one businessday before the record date. This is also the date thatthe bonus securities will commence quotation on adeferred settlement basis.
2C.4 *Record dateSame as Q2C.1 above
2C.5 *+Issue datePer Appendix 7A section 1 the issue date should be atleast one business day and no more than 5 businessdays after the record date (the last day for the entity toissue the bonus securities and lodge an Appendix 2Awith ASX to apply for quotation of the bonussecurities). Deferred settlement trading will end atmarket close on this day.
2C.6 *Date trading starts on a normal T+2 basisPer Appendix 7A section 1 this is one business dayafter the issue date.
2C.7 *First settlement date of trades conductedon a +deferred settlement basis and on anormal T+2 basisPer Appendix 7A section 1 this is two business daysafter trading starts on a normal T+2 basis (3 businessdays after the issue date).

Part 2D – Proposed +bonus issue – further information

QuestionNo. Question Answer
2D.1 *Will holdings on different registers or subregisters be aggregated for the purposes ofdetermining entitlements to the +bonusissue? Yes or No
2D.1a Please explain how holdings on differentregisters or subregisters will be aggregatedfor the purposes of determining entitlementsAnswer this question if your response to Q2D.1 is"Yes".
2D.2 *Countries in which the entity has +securityholders who will not be eligible to participatein the proposed +bonus issueNote: The entity must send each holder to whom it willnot offer the securities details of the issue and advicethat the entity will not offer securities to them (listingrule 7.7.1(b)).
2D.3 *Will the entity be changing itsdividend/distribution policy as a result of theproposed +bonus issue Yes or No
2D.3a Please explain how the entity will change itsdividend/distribution policy if the proposed+bonus issue proceedsAnswer this question if your response to Q2D.3 is"Yes".
2D.4 *Details of any material fees or costs to beincurred by the entity in connection with theproposed +bonus issue
2D.5 Any other information the entity wishes toprovide about the proposed +bonus issue

Part 3 – Details of proposed entitlement offer

If your response to Q1.6 is "A standard pro rata issue (non-renounceable or renounceable)" or "An accelerated offer", please complete parts 3A, 3F and 3G and the details of the securities proposed to be issued in Part 8. Please also complete Parts 3B and 3C if your response to Q1.6 is "A standard pro rata issue (non-renounceable or renounceable)" and Parts 3D and 3E if your response to Q1.6 is "An accelerated offer". Refer to sections 2,3,4,5 and 6 of Appendix 7A of the Listing Rules for the respective timetables for entitlement offers, including non-renounceable, renounceable and accelerated offers.

Part 3A – Proposed entitlement offer – conditions

QuestionNo. Question Answer
3A.1 +••••••securities. *Are any of the following approvals requiredfor the entitlement offer to be unconditional?Security holder approvalCourt approvalLodgement of court order with +ASICACCC approvalFIRB approvalAnother approval/condition external tothe entity.If any of the above approvals apply to the entitlementoffer, they must be obtained before business day 0 ofthe timetable. The relevant approvals must be receivedbefore ASX can establish an ex market in the Yes or No
3A.1a Conditionsapproval). Answer these questions if your response to Q3A.1 is "Yes".Select the applicable approval(s) from the list. More than one approval can be selected. The "date fordetermination" is the date that you expect to know if the approval is given (for example, the date of the securityholder meeting in the case of +security holder approval or the date of the court hearing in the case of court
*Approval/ conditionType *Date fordetermination *Is the dateestimated oractual? **Approval received/condition met?Please respond "Yes" or"No". Only answer thisquestion when you knowthe outcome of theapproval. Please advisebefore +business day 0of the relevant Appendix7A entitlement offertimetable. Comments
+Security holderapproval
Court approval
Lodgement of courtorder w ith +ASIC
ACCC approval
FIRB approval
Other (please specifyin comment section)

Part 3B – Proposed standard pro rata issue entitlement offer - offer details

If your response to Q1.6 is "A standard pro rata issue (non-renounceable or renounceable)", please complete the relevant questions in this part.

QuestionNo. Question Answer
3B.1 *Class or classes of +securities that willparticipate in the proposed entitlement offer(please enter both the ASX security code &description)If more than one class of security will participate in theproposed entitlement offer, make sure you clearlyidentify any different treatment between the classes.
3B.2 *Class of +securities that will be issued inthe proposed entitlement offer (please enterboth the ASX security code & description)
3B.3 *Offer ratioEnter the quantity of additional securities to be offeredfor a given quantity of securities held (for example, 1for 2 means 1 new security will be offered for every 2existing securities held).Please only enter whole numbers (for example, anentitlement offer of 1 new security for every 2.5 existingsecurities held should be expressed as "2 for 5").Listing rule 7.11.3 requires that non-renounceableoffers must not exceed a ratio of 1:1. Please ensurethat you comply with listing rule 7.11.3 or have a waiverfrom that rule. for
3B.4 *What will be done with fractionalentitlements?Select one item from the list. ☐Fractions rounded up to the next wholenumber☐Fractions rounded down to the nearestwhole number or fractions disregarded☐Fractions sold and proceeds distributed☐Fractions of 0.5 or more rounded up☐Fractions over 0.5 rounded up☐Not applicable
3B.5 *Maximum number of +securities proposedto be issued (subject to rounding)
3B.6 *Will individual +security holders bepermitted to apply for more than theirentitlement (i.e. to over-subscribe)? Yes or No
3B.6a *Describe the limits on over-subscriptionAnswer this question if your response to Q3B.6 is"Yes".
3B.7 *Will a scale back be applied if the offer isover-subscribed? Yes or No
3B.7a *Describe the scale back arrangementsAnswer this question if your response to Q3B.7 is"Yes".
3B.8 *In what currency will the offer be made?For example, if the consideration for the issue ispayable in Australian Dollars, state AUD.
3B.9 *Has the offer price been determined? Yes or No
3B.9a *What is the offer price per +security for theretail offer?Answer this question if your response to Q3B.9 is "Yes"using the currency specified in your answer to Q3B.8.Note that the offer price must comply with listing rule7.11.2 and issuers are encouraged to review the pricestep table available here. The offer price cannot beless than 0.1 Australian cents (i.e. AUD0.001) beingthe minimum offer price permitted for issuers whosesecurities are trading at the relevant fraction of a cent,unless the security is a free attaching security and theoffer price is nil (in which case the offer price should bestated as '0.00').
3B.9b *How and when will the offer price bedetermined?Answer this question if your response to Q3B.9 is "No".

Part 3C – Proposed standard pro rata issue – timetable

If your response to Q1.6 is "A standard pro rata issue (non-renounceable or renounceable)", please complete the relevant questions in this part.

QuestionNo. Question Answer
3C.1 *+Record dateRecord date to identify security holders entitled toparticipate in the issue. Per Appendix 7A sections 2and 3 the record date must be at least 3 business daysfrom the announcement date (day 0)
3C.2 *Ex datePer Appendix 7A sections 2 and 3 the Ex Date is onebusiness day before the record date. For renounceableissues, this is also the date that rights will commencequotation on a deferred settlement basis.
3C.3 *Date rights trading commencesFor renounceable issues only - this is the date thatrights will commence quotation initially on a deferredsettlement basis
3C.4 *Record dateSame as Q3C.1 above
3C.5 *Date on which offer documents will be sentto +security holders entitled to participate inthe +pro rata issueThe offer documents can be sent to security holders asearly as business day 4 but must be sent no later thanbusiness day 6. Business day 6 is the last day for theoffer to open.For renounceable issues, deferred settlement trading inrights ends at the close of trading on this day. Tradingin rights on a normal (T+2) settlement basis will startfrom market open on the next business day (i.e.business day 7) provided that the entity tells ASX by12pm Sydney time that the offer documents have beensent or will have been sent by the end of the day.
3C.6 *Offer closing dateOffers close at 5pm on this day. The date must be atleast 7 business days after the entity announces thatthe offer documents have been sent to holders.
3C.7 *Last day to extend the offer closing dateAt least 3 business days' notice must be given toextend the offer closing date.
3C.8 *Date rights trading endsFor renounceable issues only - rights trading ends atthe close of trading 5 business days before theapplications closing date.
3C.9 *Trading in new +securities commences ona deferred settlement basisNon-renounceable issues - the business day after theoffer closing dateRenounceable issues – the business day after the daterights trading ends
3C.10 *Last day for entity to announce the resultsof the offer to ASX, including the numberand percentage of +securities taken up byexisting +security holders and any shortfalltaken up by underwriters or other investorsNo more than 3 business days after the offer closingdate
3C.11 *+Issue datePer Appendix 7A section 2 and section 3, the issuedate should be no more than 5 business days after theoffer closes date (the last day for the entity to issue thesecurities taken up in the pro rata issue and lodge anAppendix 2A with ASX to apply for quotation of thesecurities). Deferred settlement trading will end atmarket close on this day.
3C.12 *Date trading starts on a normal T+2 basisPer Appendix 7A section 2 and 3 this is one businessday after the issue date.
3C.13 *First settlement date of trades conductedon a +deferred settlement basis and on anormal T+2 basisPer Appendix 7A section 2 and 3 1 this is two businessdays after trading starts on a normal T+2 basis (3business days after the issue date).

Part 3D – Proposed accelerated offer – offer details

QuestionNo. Question Answer
3D.1 *Class or classes of +securities that willparticipate in the proposed entitlement offer(please enter both the ASX security code &description)If more than one class of security will participate in theproposed entitlement offer, make sure you clearlyidentify any different treatment between the classes.
3D.2 *Class of +securities that will issued in theproposed entitlement offer (please enterboth the ASX security code & description)
3D.3 *Has the offer ratio been determined? Yes or No
3D.3a *Offer ratio for
Answer this question if your response to Q3D.3 is"Yes" or "No". If your response to Q3D.3 is "No" pleaseprovide an indicative ratio and state as indicative.
Enter the quantity of additional securities to be offeredfor a given quantity of securities held (for example, 1for 2 means 1 new security will be offered for every 2existing securities held).
Please only enter whole numbers (for example, anentitlement offer of 1 new security for every 2.5 existingsecurities held should be expressed as "2 for 5").
Listing rule 7.11.3 requires that non-renounceableoffers must not exceed a ratio of 1:1. Please ensurethat you comply with listing rule 7.11.3 or have a waiverfrom that rule.
3D.3b *How and when will the offer ratio be
determined?Answer this question if your response to Q3D.3 is "No".Note that once the offer ratio is determined, this mustbe provided via an update announcement.
3D.4 *What will be done with fractionalentitlements? ☐ Fractions rounded up to the next wholenumber
Select one item from the list. ☐ Fractions rounded down to the nearestwhole number or fractions disregarded
☐ Fractions sold and proceeds distributed
☐ Fractions of 0.5 or more rounded up
☐ Fractions over 0.5 rounded up
☐ Not applicable
3D.5 *Maximum number of +securities proposedto be issued (subject to rounding)
3D.6 *Will individual +security holders bepermitted to apply for more than theirentitlement (i.e. to over-subscribe)? Yes or No
3D.6a *Describe the limits on over-subscriptionAnswer this question if your response to Q3D.6 is"Yes".
3D.7 *Will a scale back be applied if the offer isover-subscribed? Yes or No
3D.7a *Describe the scale back arrangementsAnswer this question if your response to Q3D.7 is"Yes".
3D.8 *In what currency will the offer be made?For example, if the consideration for the issue ispayable in Australian Dollars, state AUD.
3D.9 *Has the offer price for the institutional offerbeen determined? Yes or No
3D.9a *What is the offer price per +security for theinstitutional offer?Answer this question if your response to Q3D.9 is"Yes" using the currency specified in your answer toQ3D.8. An indicative offer price must be provided ifyour response to Q3D.9 is "No". A final offer price mustbe provided no later than 9am on the day the tradinghalt is lifted.Note that the offer price must comply with listing rule7.11.2 and issuers are encouraged to review the pricestep table available here. The offer price cannot beless than 0.1 Australian cents (i.e. AUD0.001) beingthe minimum offer price permitted for issuers whosesecurities are trading at the relevant fraction of a cent,unless the security is a free attaching security and theoffer price is nil (in which case the offer price should bestated as '0.00').
3D.9b *How and when will the offer price for theinstitutional offer be determined?Answer this question if your response to Q3D.9 is "No".
3D.9c *Will the offer price for the institutional offerbe determined by way of a bookbuild?Answer this question if your response to Q3D.9 is "No".If your response to this question is "yes", please notethe information that ASX expects to be announcedabout the results of the bookbuild set out insection 4.12 of Guidance Note 30Notifying an Issue ofSecurities and Applying for their Quotation. Yes or No
3D.9d *Provide details of the parameters that willapply to the bookbuild for the institutionaloffer (e.g. the indicative price range for thebookbuild)Answer this question if your response to Q3D.9 is "No"and your response to Q3D.9c is "Yes".
3D.10 *Has the offer price for the retail offer beendetermined? Yes or No
3D.10a *What is the offer price per +security for theretail offer?Answer this question if your response to Q3D.10 is"Yes" using the currency specified in your answer toQ3B.8. An indicative offer price must be provided ifyour response to Q3D.10 is "No". A final offer pricemust be provided no later than 9am on the day thetrading halt is lifted.Note that the offer price must comply with listing rule7.11.2 and issuers are encouraged to review the pricestep table available here. The offer price cannot beless than 0.1 Australian cents (i.e. AUD0.001) beingthe minimum offer price permitted for issuers whosesecurities are trading at the relevant fraction of a cent,unless the security is a free attaching security and theoffer price is nil (in which case the offer price should bestated as '0.00').
3D.10b *How and when will the offer price for theretail offer be determined?Answer this question if your response to Q3D.10 is"No".

Part 3E – Proposed accelerated offer – timetable

If your response to Q1.6 is "An accelerated offer", please complete the relevant questions in this Part.

QuestionNo. Question Answer
3E.1a *First day of trading haltThe entity is required to announce the accelerated offerand give a completed Appendix 3B to ASX. If theaccelerated offer is conditional on security holderapproval or any other requirement, that condition musthave been satisfied and the entity must haveannounced that fact to ASX. An entity should alsoconsider the rights of convertible security holders toparticipate in the issue and what, if any, notice needsto be given to them in relation to the issue
3E.1b *Announcement date of accelerated offer
3E.2 *Trading resumes on an ex-entitlementbasis (ex date)For JUMBO, ANREO, AREO, SAREO, RAPIDs offers
3E.3 *Trading resumes on ex-rights basisFor PAITREO offers only
3E.4 *Rights trading commencesFor PAITREO offers only
3E.5 *Date offer will be made to eligibleinstitutional +security holders
3E.6 *Application closing date for institutional+security holders
3E.7 Institutional offer shortfall book build dateFor AREO, SAREO, RAPIDs, PAITREO offers
3E.8 *Announcement of results of institutionalofferThe announcement should be made before theresumption of trading following the trading halt.
3E.9 *+Record dateRecord date to identify security holders entitled toparticipate in the offer. Per Appendix 7A sections 4, 5and 6 the record date must be at least 2 business daysfrom the announcement date (day 0).
3E.10 Settlement date of new +securities issuedunder institutional entitlement offerIf DvP settlement applies, provided the Appendix 2A isgiven to ASX before noon (Sydney time) this day,normal trading in the securities will apply on the nextbusiness day, and if DvP settlement does not apply onthe business day after that.
3E.11 *+Issue date for institutional +securityholders
3E.12 *Normal trading of new +securities issuedunder institutional entitlement offer
3E.13 *Date on which offer documents will be sentto retail +security holders entitled toparticipate in the +pro rata issueThe offer documents can be sent to security holders asearly as business day 4 but must be sent no later thanbusiness day 6. Business day 6 is the last day for theoffer to open. For renounceable offers, deferredsettlement trading in rights ends at the close of tradingon this day. Trading in rights on a normal (T+2)settlement basis will start from market open on the nextbusiness day (i.e. business day 7) provided that theentity tells ASX by 12pm Sydney time that the offerdocuments have been sent or will have been sent bythe end of the day.
3E.14 *Offer closing date for retail +securityholdersOffers close at 5pm on this day. The date must be atleast 7 business days after the entity announces thatthe offer documents have been sent to holders.
3E.15 *Last day to extend the retail offer closingdateAt least 3 business days' notice must be given toextend the offer closing date.
3E.16 *Rights trading end dateFor PAITREO offers only
3E.17 *Trading in new +securities commences ona deferred settlement basisFor PAITREO offers onlyThe business day after rights trading end date
3E.18 *Entity announces results of the retail offerto ASX, including the number andpercentage of +securities taken up byexisting retail +security holders
3E.19 Bookbuild for any shortfall (if applicable)For all offers except JUMBO, ANREO
3E.20 Entity announces results of bookbuild(including any information about thebookbuild expected to be disclosed undersection 4.12 of Guidance Note 30)For all offers except JUMBO, ANREO
3E.21 *+Issue date for retail +security holdersPer Appendix 7A section 4, the issue date should beno more than 5 business days after the offer closesdate. Per Appendix 7A sections 5 and 6, the issue dateshould be no more than 8 business days after the offercloses date. This is the last day for the entity to issuethe securities taken up in the pro rata issue and lodgean Appendix 2A with ASX to apply for quotation of thesecurities. Deferred settlement trading (if applicable)will end at market close on this day.
3E.22 *Date trading starts on a normal T+2 basisFor PAITREO offers onlyThis is one business day after the issue date.
3E.23 *First settlement date of trades conductedon a +deferred settlement basis and on anormal T+2 basisFor PAITREO offers only
This is two business days after trading starts on anormal T+2 basis (3 business days after the issuedate).

Part 3F – Proposed entitlement offer – fees and expenses

QuestionNo. Question Answer
3F.1 *Will there be a lead manager or broker tothe proposed offer? Yes or No
3F.1a *Who is the lead manager/broker?Answer this question if your response to Q3F.1 is"Yes".
3F.1b *What fee, commission or otherconsideration is payable to them for actingas lead manager/broker?Answer this question if your response to Q3F.1 is"Yes".
3F.2 *Is the proposed offer to be underwritten? Yes or No
3F.2a *Who are the underwriter(s)?Answer this question if your response to Q3F.2 is"Yes".Note for issuers that are an ASX Listing (i.e. not anASX Debt Listing or ASX Foreign Exempt Listing): Ifyou are seeking to rely on listing rule 7.2 exception 2 toissue the securities without security holder approvalunder listing rule 7.1 and without using your placementcapacity under listing rules 7.1 or 7.1A, you mustinclude the details asked for in this and the next 3questions.
3F.2b *What is the extent of the underwriting (i.e.the amount or proportion of the offer that isunderwritten)?Answer this question if your response to Q3F.2 is"Yes".
3F.2c *What fees, commissions or otherconsideration are payable to them for actingas underwriter(s)?Answer this question if your response to Q3F.2 is"Yes".This includes any applicable discount the underwriterreceives to the issue price payable by participants inthe issue.
3F.2d *Provide a summary of the significantevents that could lead to the underwritingbeing terminatedAnswer this question if your response to Q3F.2 is"Yes".You may cross-refer to a disclosure document, PDS,information memorandum, investor presentation orother announcement with this information provided ithas been released on the ASX Market AnnouncementsPlatform.
3F.2e *Is a party referred to in listing rule 10.11underwriting or sub-underwriting theproposed offer?Answer this question if the issuer is an ASX Listing (i.e.not an ASX Debt Listing or ASX Foreign ExemptListing) and your response to Q3F.2 is "Yes". Yes or No
3F.2e(i) *What is the name of that party?Answer this question if the issuer is an ASX Listing andyour response to Q3F.2e is "Yes".Note: If you are seeking to rely on listing rule 10.12exception 2 to issue the securities to the underwriter orsub-underwriter without security holder approval underlisting rule 10.11, you must include the details askedfor in this and the next 2 questions. If there is morethan one party referred to in listing rule 10.11 acting asunderwriter or sub-underwriter include all of theirdetails in this and the next 2 questions.
3F.2e(ii) *What is the extent of their underwriting orsub-underwriting (i.e. the amount orproportion of the issue they haveunderwritten or sub-underwritten)?Answer this question if the issuer is an ASX Listing andyour response to Q3F.2e is "Yes".
3F.2e(iii) *What fee, commission or otherconsideration is payable to them for actingas underwriter or sub-underwriter?Answer this question if the issuer is an ASX Listing andyour response to Q3F.2e is "Yes".Note: This includes any applicable discount theunderwriter or sub-underwriter receives to the issueprice payable by participants in the issue.
3F.3 *Will brokers who lodge acceptances orrenunciations on behalf of eligible +securityholders be paid a handling fee orcommission? Yes or No
3F.3a *Will the handling fee or commission bedollar based or percentage based?Answer this question if your response to Q3F.3 is"Yes". Dollar based ($) or percentage based (%)
3F.3b *Amount of handling fee or commissionpayable to brokers who lodge acceptancesor renunciations on behalf of eligible+security holdersAnswer this question if your response to Q3F.3 is "Yes"and your response to Q3F.3a is "dollar based". $
3F.3c *Percentage handling fee or commissionpayable to brokers who lodge acceptancesor renunciations on behalf of eligible+security holdersAnswer this question if your response to Q3F.3 is "Yes"and your response to Q3F.3a is "percentage based". %
3F.3d Please provide any other relevantinformation about the handling fee orcommission methodAnswer this question if your response to Q3F.3 is"Yes".
QuestionNo. Question Answer
3G.1 *The purpose(s) for which the entity intendsto use the cash raised by the proposedissueYou may select one or more of the items in the list. ☐ For additional working capital☐ To fund the retirement of debt☐ To pay for the acquisition of an asset[provide details below]☐ To pay for services rendered [providedetails below]☐ Other [provide details below]Additional details:
3G.2 *Will holdings on different registers orsubregisters be aggregated for thepurposes of determining entitlements to theissue? Yes or No
3G.2a *Please explain how holdings on differentregisters or subregisters will be aggregatedfor the purposes of determiningentitlements.Answer this question if your response to Q3G.2 is"Yes".
3G.3 *Will the entity be changing itsdividend/distribution policy if the proposedissue is successful? Yes or No
3G.3a *Please explain how the entity will changeits dividend/distribution policy if theproposed issue is successfulAnswer this question if your response to Q3G.3 is"Yes".
3G.4 *Countries in which the entity has +securityholders who will not be eligible to participatein the proposed issueFor non-renounceable issues (includingaccelerated): The entity must send each holder towhom it will not offer the securities details of the issueand advice that the entity will not offer securities tothem (listing rule 7.7.1(b)).For renounceable issues (including accelerated):The entity must send each holder to whom it will notoffer the securities details of the issue and advice thatthe entity will not offer securities to them. It must alsoappoint a nominee to arrange for the sale of theentitlements that would have been given to thoseholders and to account to them for the net proceeds ofthe sale and advise each holder not given theentitlements that a nominee in Australia will arrange forsale of the entitlements and, if they are sold, for the netproceeds to be sent to the holder (listing rule 7.7.1(b)and (c)).
3G.5 *Will the offer be made to eligiblebeneficiaries on whose behalf eligiblenominees or custodians hold existing+securities Yes or No

Part 3G – Proposed entitlement offer – further information

3G.5a *Please provide further details of the offer toeligible beneficiariesAnswer this question if your response to Q3G.5 is"Yes".If, for example, the entity intends to issue a notice toeligible nominees and custodians please indicate herewhere it may be found and/or when the entity expectsto announce this information. You may enter a URL.
3G.6 URL on the entity's website where investorscan download information about theproposed issue
3G.7 Any other information the entity wishes toprovide about the proposed issue
3G.8 *Will the offer of rights under the rights issuebe made under a disclosure document orproduct disclosure statement under Chapter6D or Part 7.9 of the Corporations Act (asapplicable)? Yes or No

Part 4 – Details of proposed offer under +securities purchase plan

If your response to Q1.6 is "An offer of securities under a securities purchase plan", please complete Parts 4A – 4F and the details of the securities proposed to be issued in Part 8. Refer to section 12 of Appendix 7A of the Listing Rules for the timetable for securities purchase plans.

Part 4A – Proposed offer under +securities purchase plan – conditions

QuestionNo. Question Answer
4A.1 *Are any of the following approvals requiredfor the offer of +securities under the+securities purchase plan issue to beunconditional?+•Security holder approval•Court approvalLodgement of court order with +•ASIC•ACCC approval•FIRB approval•Another approval/condition external tothe entity. No
4A.1a approval). ConditionsAnswer these questions if your response to 4A.1 is "Yes".Select the applicable approval(s) from the list. More than one approval can be selected.The "date fordetermination" is the date that you expect to know if the approval is given (for example, the date of the securityholder meeting in the case of +security holder approval or the date of the court hearing in the case of court
*Approval/ conditionType *Date fordetermination *Is the dateestimated oractual? **Approval received/condition met?Please respond "Yes" or"No". Only answer thisquestion when you knowthe outcome of theapproval. Comments
+Security holderapproval
Court approval
Lodgement of court
order w ith +ASIC
ACCC approval
FIRB approval
Other (please specify
in comment section)

Part 4B – Proposed offer under +securities purchase plan – offer details

QuestionNo. Question Answer
4B.1 *Class or classes of +securities that willparticipate in the proposed offer (pleaseenter both the ASX security code &description)If more than one class of security will participate in thesecurities purchase plan, make sure you clearly identifyany different treatment between the classes. SVW : ORDINARY FULLY PAID
4B.2 *Class of +securities to be offered to themunder the +securities purchase plan (pleaseenter both the ASX security code &description)Only existing classes of securities may be offered in asecurities purchase plan. SVW : ORDINARY FULLY PAID
4B.3 *Maximum total number of those +securitiesthat could be issued if all offers under the+securities purchase plan are accepted 2,534,212
4B.4 *Will the offer be conditional on applicationsfor a minimum number of +securities beingreceived or a minimum amount being raised(i.e. a minimum subscription condition)? No
4B.4a *Describe the minimum subscriptionconditionAnswer this question if your response to Q4B.4 is"Yes".
4B.5 *Will the offer be conditional on applicationsfor a maximum number of +securities beingreceived or a maximum amount beingraised (i.e. a maximum subscriptioncondition)? No
4B.5a *Describe the maximum subscriptionconditionAnswer this question if your response to Q4B.5 is"Yes".
4B.6 *Will individual +security holders berequired to accept the offer for a minimumnumber or value of +securities (i.e. aminimum acceptance condition)? Yes
4B.6a *Describe the minimum acceptanceconditionAnswer this question if your response to Q4B.6 is"Yes". $1,000 minimum acceptance value
4B.7 *Will individual +security holders be limitedto accepting the offer for a maximumnumber or value of +securities (i.e. amaximum acceptance condition)? Yes
4B.7a *Describe the maximum acceptanceconditionAnswer this question if your response to Q4B.7 is"Yes". $30,000 maximum acceptance value
4B.8 *Describe all the applicable parcelsavailable for this offer in number ofsecurities or dollar valueFor example, the offer may allow eligible holders tosubscribe for one of the following parcels: $2,500,$7,500, $10,000, $15,000, $20,000, $30,000. Under the SPP, eligible shareholders mayapply for New Shares in parcels valued at$1,000, $2,500, $5,000, $7,500, $10,000,$12,500, $15,000, $20,000, $25,000 or$30,000.
4B.9 *Will a scale back be applied if the offer isover-subscribed? Yes
4B.9a *Describe the scale back arrangementsAnswer this question if your response to Q4B.9 is"Yes". SGH may, in its absolute discretion,undertake a scale back of applications forNew Shares under the SPP to the extentand in the manner it sees fit.
4B.10 *In what currency will the offer be made?For example, if the consideration for the issue ispayable in Australian Dollars, state AUD. AU$
4B.11 *Has the offer price been determined? No
4B.11a *What is the offer price per +security?Answer this question if your response to Q4B.11 is"Yes" using the currency specified in your answer toQ4B.9.
4B.11b *How and when will the offer price bedetermined?Answer this question if your response to Q4B.11 is"No". Under the SPP, the offer price per Share isthe lower of:−a 2.5% discount to the VWAP of SGHshares traded on ASX during the fivetrading days up to, and including, theoriginal closing date (Monday 10 May2021), rounded to the nearest cent; and−a 2.5% discount to the VWAP of SGHshares traded on ASX during the fivetrading days up to, and including, thenew closing date (Monday, 17 May2021), rounded to the nearest cent.

Part 4C – Proposed offer under +securities purchase plan – timetable

QuestionNo. Question Answer
4C.1 *Date of announcement of +securitypurchase planThe announcement of the security purchase plan mustbe made prior to the commencement on trading on theannouncement date. Monday 19 April 2021
4C.2 *+Record dateThis is the date to identify security holders who mayparticipate in the security purchase plan. Per Appendix7A section 12 of the Listing Rules, this day is onebusiness day before the entity announces the securitypurchase plan.Note: the fact that an entity's securities may be in atrading halt or otherwise suspended from trading onthis day does not affect this date being the date foridentifying which security holders may participate in thesecurity purchase plan. Friday 16 April 2021
4C.3 *Date on which offer documents will bemade available to investors Monday 26 April 2021
4C.4 *Offer open date Monday 26 April 2021
4C.5 *Offer closing date Monday 17 May 2021
4C.6 *Announcement of resultsPer Appendix 7A section 12 of the Listing Rules, theentity should announce the results of the securitypurchase plan no more than 3 business days after theoffer closing date Thursday 20 May 2021
4C.7 *+Issue datePer Appendix 7A section 12 of the Listing Rules, thelast day for the entity to issue the securities purchasedunder the plan is no more than 7 business days afterthe closing date. The entity should lodge an Appendix2A with ASX applying for quotation of the securitiesbefore 12pm Sydney time on this day Tuesday 25 May 2021
QuestionNo. Question Answer
4D.1 *Does the offer under the +securitiespurchase plan meet all of the requirementsof listing rule 7.2 exception 5 or do you havea waiver from those requirements?Answer this question if the issuer is an ASX Listing (i.e.not an ASX Debt Listing or ASX Foreign ExemptListing). Yes
Listing rule 7.2 exception 5 can only be used once inany 12 month period and only applies where:•the +security purchase plan satisfies the conditionsin ASIC Corporations (Share and Interest PurchasePlans) Instrument 2019/547 or would otherwisesatisfy those conditions but for the fact that theentity's securities have been suspended fromtrading on ASX for more than a total of 5 daysduring the 12 months before the day on which theoffer is made under the plan or, if the securitieshave been quoted on ASX for less than 12 months,during the period of quotation;•the number of +securities to be issued under theSPP must not be greater than 30% of the number offully paid +ordinary securities already on issue; and•• the issue price of the +securities must be at least80% of the +volume weighted average market pricefor +securities in that +class, calculated over thelast 5 days on which sales in the +securities wererecorded, either before the day on which the issuewas announced or before the day on which theissue was made.Please note that the offer of securities under the planalso will not meet the requirements of listing rule 10.12exception 4, meaning that parties referred to in listingrule 10.11.1 to 10.11.5 will need to obtain securityholder approval under listing rule 10.11 to participate inthe offer.
4D.1a *Are any of the +securities proposed to beissued without +security holder approvalusing the entity's 15% placement capacityunder listing rule 7.1?Answer this question if the issuer is an ASX Listing andyour response to Q4D.1 is "No". Yes or No
4D.1a(i) *How many +securities are proposed to beissued without +security holder approvalusing the entity's 15% placement capacityunder listing rule 7.1?Answer this question if the issuer is an ASX Listing,your response to Q4D.1 is "No" and your response toQ4D.1a is "Yes".Please complete and separately send by email to yourASX listings adviser a work sheet in the form ofAnnexure B to Guidance Note 21 confirming the entityhas the available capacity under listing rule 7.1 to issuethat number of securities.
4D.1b *Are any of the +securities proposed to beissued without +security holder approvalusing the entity's additional 10% placementcapacity under listing rule 7.1A (ifapplicable)?Answer this question if the issuer is an ASX Listing andyour response to Q4D.1 is "No". Yes or No

Part 4D – Proposed offer under +securities purchase plan – listing rule requirements

4D.1b(i) *How many +securities are proposed to beissued without +security holder approvalusing the entity's additional 10% placementcapacity under listing rule 7.1A?
Answer this question if the issuer is an ASX Listing,your response to Q4D.1 is "No" and your response toQ4D.1b is "Yes".
Please complete and separately send by email to yourASX listings adviser a work sheet in the form ofAnnexure C to Guidance Note 21 confirming the entityhas the available capacity under listing rule 7.1A toissue that number of securities.

Part 4E – Proposed offer under +securities purchase plan – fees and expenses

QuestionNo. Question Answer
4E.1 *Will there be a lead manager or broker tothe proposed offer? No
4E.1a *Who is the lead manager/broker?Answer this question if your response to Q4E.1 is"Yes".
4E.1b *What fee, commission or otherconsideration is payable to them for actingas lead manager/broker?Answer this question if your response to Q4E.1 is"Yes".
4E.2 *Is the proposed offer to be underwritten? No
4E.2a *Who are the underwriter(s)?Answer this question if your response to Q4E.2 is"Yes".Note for issuers that are an ASX Listing (i.e. not anASX Debt Listing or ASX Foreign Exempt Listing):listing rule 7.2 exception 5 does not extend to an issueof securities to or at the direction of an underwriter ofan SPP. The issue will require security holder approvalunder listing rule 7.1 if you do not have the availableplacement capacity under listing rules 7.1 and/or 7.1Ato cover the issue. Likewise, listing rule 10.12exception 4 does not extend to an issue of securities toor at the direction of an underwriter of an SPP. If aparty referred to in listing rule 10.11 is underwriting theproposed offer, this will require security holder approvalunder listing rule 10.11.
4E.2b *What is the extent of the underwriting (i.e.the amount or proportion of the offer that isunderwritten)?Answer this question if your response to Q4E.2 is"Yes".
4E.2c *What fees, commissions or otherconsideration are payable to them for actingas underwriter(s)?Answer this question if your response to Q4E.2 is"Yes".This information includes any applicable discount theunderwriter receives to the issue price payable byparticipants in the issue.
4E.2d *Provide a summary of the significantevents that could lead to the underwritingbeing terminatedAnswer this question if your response to Q4E.2 is"Yes".You may cross-refer to a disclosure document, PDS,information memorandum, investor presentation orother announcement with this information provided ithas been released on the ASX Market AnnouncementsPlatform.
4E.2e *Is a party referred to in listing rule 10.11underwriting or sub-underwriting theproposed offer?Answer this question if the issuer is an ASX Listing (i.e.not an ASX Debt Listing or ASX Foreign ExemptListing) and your response to Q4E.2 is "Yes".Note: If your response is "Yes", this will require securityholder approval under listing rule 10.11. Listing rule10.12 exception 4 does not extend to an issue ofsecurities to an underwriter or sub-underwriter of anSPP. Yes or No
4E.2e(i) *What is the name of that party?Answer this question if the issuer is an ASX Listing andyour response to Q4E.2e is "Yes".Note: If there is more than one such party acting asunderwriter or sub-underwriter include all of theirdetails in this and the next 2 questions.
4E.2e(ii) *What is the extent of their underwriting orsub-underwriting (i.e. the amount orproportion of the issue they haveunderwritten or sub-underwritten)?Answer this question if the issuer is an ASX Listing andyour response to Q4E.2e is "Yes".
4E.2e(iii) *What fee, commission or otherconsideration is payable to them for actingas underwriter or sub-underwriter?Answer this question if the issuer is an ASX Listing andyour response to Q4E.2e is "Yes".Note: This includes any applicable discount theunderwriter or sub-underwriter receives to the issueprice payable by participants in the issue.
4E.3 *Will brokers who lodge acceptances orrenunciations on behalf of eligible +securityholders be paid a handling fee orcommission? No
4E.3a *Will the handling fee or commission bedollar based or percentage based?Answer this question if your response to Q4E.3 is"Yes". Dollar based ($) or percentage based (%)
4E.3b *Amount of handling fee or commissionpayable to brokers who lodge acceptancesor renunciations on behalf of eligible+security holdersAnswer this question if your response to Q4E.3 is "Yes"and your response to Q4E.3a is "dollar based". $
4E.3c *Percentage handling fee or commissionpayable to brokers who lodge acceptancesor renunciations on behalf of eligible+security holdersAnswer this question if your response to Q4E.3 is "Yes"and your response to Q4E.3a is "percentage based". %
4E.3d Please provide any other relevantinformation about the handling fee orcommission methodAnswer this question if your response to Q4E.3 is"Yes".
4E.4 Details of any other material fees or costs tobe incurred by the entity in connection withthe proposed offer Fees and costs incurred by SGH inconnection with the share purchase planinclude share registry fees, settlement fees,legal and other external adviser fees andprinting and mailing costs.

Part 4F – Proposed offer under +securities purchase plan – further information

QuestionNo. Question Answer
4F.1 *The purpose(s) for which the entity intendsto use the cash raised by the proposedissueYou may select one or more of the items in the list. ☒For additional working capital☒To fund the retirement of debt☐ To pay for the acquisition of an asset[provide details below]☐ To pay for services rendered [providedetails below]☒Other [provide details below]Additional details:General corporate purposes to providebalance sheet flexibility and reduce net debt.
4F.2 *Will the entity be changing itsdividend/distribution policy if the proposedissue is successful? No
4F.2a *Please explain how the entity will changeits dividend/distribution policy if theproposed issue is successfulAnswer this question if your response to Q4F.2 is"Yes".
4F.3 Countries in which the entity has +securityholders who will not be eligible to participatein the proposed offer All countries other than Australia and NewZealand.
4F.4 *URL on the entity's website whereinvestors can download information aboutthe proposed offer https://sevengroup.com.au/investorcentre/introduction/
4F.5 Any other information the entity wishes toprovide about the proposed offer

Part 5 – Details of proposed non-pro rata offer under a +disclosure document or +PDS

If your response to Q1.6 is "A non-pro rata offer of securities under a disclosure document or PDS", please completeParts 5A – 5F and the details of the securities proposed to be issued in Part 8.

Part 5A - Proposed non-pro rata offer under a +disclosure document or +PDS – conditions

QuestionNo. Question Answer
5A.1 *Are any of the below approvals required forthe non-pro rata offer of +securities under a+disclosure document or + PDS?+•Security holder approval•Court approvalLodgement of court order with +•ASIC•ACCC approval•FIRB approval•Another approval/condition external tothe entity. Yes or No
5A.1a approval). ConditionsAnswer these questions if your response to 5A.1 is "Yes".Select the applicable approval(s) from the list. More than one approval can be selected.The "date fordetermination" is the date that you expect to know if the approval is given (for example, the date of the securityholder meeting in the case of +security holder approval or the date of the court hearing in the case of court
*Approval/ conditionType *Date fordetermination *Is the dateestimated oractual? **Approval received/condition met?Please respond "Yes" or"No". Only answer thisquestion when you knowthe outcome of theapproval. Comments
+Security holderapproval
Court approval
Lodgement of courtorder w ith +ASIC
ACCC approval
FIRB approval
Other (please specifyin comment section)

Part 5B – Proposed non-pro rata offer under a +disclosure document or +PDS – offer details

QuestionNo. Question Answer
5B.1 *Class of +securities to be offered under the+disclosure document or +PDS (pleaseenter both the ASX security code &description)
5B.2 *The number of +securities to be offeredunder the +disclosure document or +PDSIf the number of securities proposed to be issued isbased on a formula linked to a variable (for example,VWAP or an exchange rate or interest rate), include thenumber of securities based on the variable as at thedate the Appendix 3B is lodged with ASX and add anote in the "Any other information the entity wishes toprovide about the proposed offer" field at the end of thisform making it clear that this number is based on thevariable as at the date of the Appendix 3B and that itmay change.
5B.3 *Will the offer be conditional on applicationsfor a minimum number of +securities beingreceived or a minimum amount being raised(i.e. a minimum subscription condition)? Yes or No
5B.3a *Describe the minimum subscriptionconditionAnswer this question if your response to Q5B.3 is"Yes".
5B.4 *Will the entity be entitled to accept oversubscriptions? Yes or No
5B.4a *Provide details of the number or value ofover-subscriptions that the entity mayacceptAnswer this question if your response to Q5B.4 is"Yes".
5B.5 *Will individual investors be required toaccept the offer for a minimum number orvalue of +securities (i.e. a minimumacceptance condition)? Yes or No
5B.5a *Describe the minimum acceptanceconditionAnswer this question if your response to Q5B.5 is"Yes".
5B.6 *Will individual investors be limited toaccepting the offer for a maximum numberor value of +securities (i.e. a maximumacceptance condition)? Yes or No
5B.6a *Describe the maximum acceptanceconditionAnswer this question if your response to Q5B.6 is"Yes".
5B.7 *Will a scale back be applied if the offer isover-subscribed? Yes or No
5B.7a *Describe the scale back arrangementsAnswer this question if your response to Q5B.7 is"Yes".
5B.8 *In what currency will the offer be made?For example, if the consideration for the issue ispayable in Australian Dollars, state AUD.
5B.9 *Has the offer price been determined? Yes or No
5B.9a *What is the offer price per +security?Answer this question if your response to Q5B.9 is "Yes"using the currency specified in your answer to Q5B.8.
5B.9b *How and when will the offer price bedetermined?Answer this question if your response to Q5B.9 is "No".
5B.9c *Will the offer price be determined by way ofa bookbuild?Answer this question if your response to Q5B.9 is "No".If your response to this question is "yes", please notethe information that ASX expects to be announcedabout the results of the bookbuild set out insection 4.12 of Guidance Note 30Notifying an Issue ofSecurities and Applying for their Quotation. Yes or No
5B.9d *Provide details of the parameters that willapply to the bookbuild (e.g. the indicativeprice range for the bookbuild)Answer this question if your response to Q5B.9 is "No"and your response to Q5B.9c is "Yes".

Part 5C – Proposed non-pro rata offer under a +disclosure document or +PDS – timetable

QuestionNo. Question Answer
5C.1 *Lodgement date of +disclosure documentor +PDS with ASICNote: If the securities are to be quoted on ASX, youmust lodge an Appendix 2A Application for Quotationof Securities with ASX within 7 days of this date.
5C.2 *Date when +disclosure document or +PDSand acceptance forms will be madeavailable to investors
5C.3 *Offer open date
5C.4 *Closing date for receipt of acceptances
5C.6 *Proposed +issue date

Part 5D – Proposed non-pro rata offer under a +disclosure document or +PDS – listing rule requirements

QuestionNo. Question Answer
5D.1 *Has the entity obtained, or is it obtaining,+security holder approval for the entireissue under listing rule 7.1? Yes or No
Answer this question if the issuer is an ASX Listing (i.e.not an ASX Debt Listing or ASX Foreign ExemptListing).
If the issuer has obtained security holder approval forpart of the issue only and is therefore relying on itsplacement capacity under listing rule 7.1 and/or listingrule 7.1A for the remainder of the issue, the responseshould be 'no'.
5D.1a *Date of meeting or proposed meeting toapprove the issue under listing rule 7.1
Answer this question if the issuer is an ASX Listing and
your response to Q5D.1 is "Yes".
5D.1b *Are any of the +securities proposed to be Yes or No
issued without +security holder approvalusing the entity's 15% placement capacity
under listing rule 7.1?
Answer this question if the issuer is an ASX Listing andyour response to Q5D.1 is "No".
5D.1b(i) *How many +securities are proposed to be
issued without +security holder approval
using the entity's 15% placement capacityunder listing rule 7.1?
Answer this question if the issuer is an ASX Listing,
your response to Q5D.1 is "No" and your response toQ5D.1b is "Yes".
Please complete and separately send by email to yourASX listings adviser a work sheet in the form of
Annexure B to Guidance Note 21 confirming the entity
has the available capacity under listing rule 7.1 to issuethat number of securities.
*Are any of the +securities proposed to be
5D.1c Yes or No
issued without +security holder approval
using the entity's additional 10% placementcapacity under listing rule 7.1A (if
applicable)?
Answer this question if the issuer is an ASX Listing andyour response to Q5D.1 is "No".
5D.1c(i) *How many +securities are proposed to be
issued without +security holder approval
using the entity's additional 10% placementcapacity under listing rule 7.1A?
Answer this question if the issuer is an ASX Listing,
your response to Q5D.1 is "No" and your response toQ5D.1c is "Yes".
Please complete and separately send by email to your
ASX listings adviser a work sheet in the form ofAnnexure C to Guidance Note 21 confirming the entity
has the available capacity under listing rule 7.1A toissue that number of securities.
5D.2 *Is a party referred to in listing rule 10.11participating in the proposed issue? Yes or No

Part 5E – Proposed non-pro rata offer under a disclosure document or PDS – fees and expenses

QuestionNo. Question Answer
5E.1 *Will there be a lead manager or broker tothe proposed offer? Yes or No
5E.1a *Who is the lead manager/broker?Answer this question if your response to Q5E.1 is"Yes".
5E.1b *What fee, commission or otherconsideration is payable to them for actingas lead manager/broker?Answer this question if your response to Q5E.1 is"Yes".
5E.2 *Is the proposed offer to be underwritten? Yes or No
5E.2a *Who are the underwriter(s)?Answer this question if your response to Q5E.2 is"Yes".
5E.2b *What is the extent of the underwriting (i.e.the amount or proportion of the offer that isunderwritten)?Answer this question if your response to Q5E.2 is"Yes".
5E.2c *What fees, commissions or otherconsideration are payable to them for actingas underwriter(s)?Answer this question if your response to Q5E.2 is"Yes".Note: This includes any applicable discount theunderwriter receives to the issue price payable byparticipants in the offer.
5E.2d *Provide a summary of the significantevents that could lead to the underwritingbeing terminatedAnswer this question if your response to Q5E.2 is"Yes".You may cross-refer to another document with thisinformation provided it has been released on the ASXMarket Announcements Platform.
5E.2e *Is a party referred to in listing rule 10.11underwriting or sub-underwriting theproposed offer?Answer this question if the issuer is an ASX Listing (i.e.not an ASX Debt Listing or ASX Foreign ExemptListing) and your response to Q5E.2 is "Yes".Note: If your response is "Yes", this will require securityholder approval under listing rule 10.11. Yes or No
5E.2e(i) *What is the name of that party?Answer this question if the issuer is an ASX Listing andyour response to Q5E.2e is "Yes".Note: If there is more than one such party acting asunderwriter or sub-underwriter include all of theirdetails in this and the next 2 questions.
5E.2e(ii) *What is the extent of their underwriting orsub-underwriting (ie the amount orproportion of the issue they haveunderwritten or sub-underwritten)?Answer this question if the issuer is an ASX Listing andyour response to Q5E.2e is "Yes".
5E.2e(iii) *What fee, commission or otherconsideration is payable to them for actingas underwriter or sub-underwriter?Answer this question if the issuer is an ASX Listing andyour response to Q5E.2e is "Yes".Note: This includes any applicable discount theunderwriter or sub-underwriter receives to the issueprice payable by participants in the issue.
5E.3 *Will brokers who lodge acceptances orrenunciations on behalf of eligible +securityholders be paid a handling fee orcommission? Yes or No
5E.3a * Will the handling fee or commission bedollar based or percentage based?Answer this question if your response to Q5E.3 is"Yes". Dollar based ($) or percentage based (%)
5E.3b *Amount of handling fee or commissionpayable to brokers who lodge acceptancesor renunciations on behalf of eligible+security holdersAnswer this question if your response to Q5E.3 is "Yes"and your response to Q5E.3a is "dollar based". $
5E.3c *Percentage handling fee or commissionpayable to brokers who lodge acceptancesor renunciations on behalf of eligible+security holdersAnswer this question if your response to Q5E.3 is "Yes"and your response to Q5E.3a is "percentage based". %
5E.3d Please provide any other relevantinformation about the handling fee orcommission methodAnswer this question if your response to Q5E.3 is"Yes".
5E.4 Details of any other material fees or costs tobe incurred by the entity in connection withthe proposed offer

Part 5F – Proposed non-pro rata offer under a +disclosure document or +PDS – further information

QuestionNo. Question Answer
5F.1 *The purpose(s) for which the entity intends ☐ For additional working capital
to use the cash raised by the proposed offer ☐ To fund the retirement of debt
You may select one or more of the items in the list. ☐ To pay for the acquisition of an asset[provide details below]
☐ To pay for services rendered [providedetails below]
☐ Other [provide details below]
Additional details:
5F.2 *Will the entity be changing itsdividend/distribution policy if the proposedissue is successful? Yes or No
5F.2a *Please explain how the entity will changeits dividend/distribution policy if theproposed issue is successfulAnswer this question if your response to Q5F.2 is"Yes".
5F.3 *Please explain the entity's allocation policyfor the offer, including whether or notacceptances from existing +security holderswill be given priority
5F.4 *URL on the entity's website whereinvestors can download the +disclosuredocument or +PDS
5F.5 Any other information the entity wishes toprovide about the proposed offer

Part 6 – Details of proposed non-pro rata offer to wholesale investors under an +information memorandum

If your response to Q1.6 is "A non-+pro rata offer to wholesale investors under an information memorandum", please complete Parts 6A – 6F and the details of the securities proposed to be issued in Part 8.

Part 6A – Proposed non-pro rata offer to wholesale investors under an +information memorandum – conditions

QuestionNo. Question Answer
6A.1 +•••••• *Are any of the below approvals required forthe non-pro rata offer to wholesale investorsunder an information memorandum issue?Security holder approvalCourt approvalLodgement of court order with +ACCC approvalFIRB approvalAnother approval/condition external tothe entity required to be given/met forthe offer to wholesale investors underan information memorandum issue. ASIC Yes or No
6A.1a Conditionsapproval). Answer these questions if your response to 6A.1 is Yesholder meeting in the case of + Select the applicable approvals from the list. More than one approval can be selected. The "date fordetermination" is the date that you expect to know if the approval is given (for example, the date of the securitysecurity holder approval or the date of the court hearing in the case of court
*Approval/ conditionType *Date fordetermination *Is the dateestimated oractual? **Approval received/condition met?Please respond "Yes" or"No". Only answer thisquestion when you knowthe outcome of theapproval. Comments
+Security holderapproval
Court approval
Lodgement of courtorder w ith +ASIC
ACCC approval
FIRB approval
Other (please specifyin comment section)

Part 6B – Proposed non-pro rata offer to wholesale investors under an +information memorandum – offer details

QuestionNo. Question Answer
6B.1 *Class of +securities to be offered under the+information memorandum (please enterboth the ASX security code & description)
6B.2 *The number of +securities to be offeredunder the +information memorandumIf the number of securities proposed to be issued isbased on a formula linked to a variable (for example,VWAP or an exchange rate or interest rate), include thenumber of securities based on the variable as at thedate the Appendix 3B is lodged with ASX and add anote in the "Any other information the entity wishes toprovide about the proposed offer" field at the end of thisform making it clear that this number is based on thevariable as at the date of the Appendix 3B and that itmay change.
6B.3 *Will the offer be conditional on applicationsfor a minimum number of +securities beingreceived or a minimum amount being raised(i.e. a minimum subscription condition)? Yes or No
6B.3a *Describe the minimum subscriptionconditionAnswer this question if your response to Q6B.3 is"Yes".
6B.4 *Will the entity be entitled to accept oversubscriptions? Yes or No
6B.4a *Provide details of the number or value ofover-subscriptions that the entity mayacceptAnswer this question if your response to Q6B.4 is"Yes".
6B.5 *Will individual investors be required toaccept the offer for a minimum number orvalue of +securities (i.e. a minimumacceptance condition)? Yes or No
6B.5a *Describe the minimum acceptanceconditionAnswer this question if your response to Q6B.5 is"Yes".
6B.6 *Will individual investors be limited toaccepting the offer for a maximum numberor value of +securities (i.e. a maximumacceptance condition)? Yes or No
6B.6a *Describe the maximum acceptanceconditionAnswer this question if your response to Q6B.6 is"Yes".
6B.7 *Will a scale back be applied if the offer isover-subscribed? Yes or No
6B.7a *Describe the scale back arrangementsAnswer this question if your response to Q6B.7 is"Yes".
6B.8 *In what currency will the offer be made?For example, if the consideration for the issue ispayable in Australian Dollars, state AUD.
6B.9 *Has the offer price been determined? Yes or No
6B.9a *What is the offer price per +security?Answer this question if your response to Q6B.9 is "Yes"using the currency specified in your answer to Q6B.8.
6B.9b *How and when will the offer price bedetermined?Answer this question if your response to Q6B.9 is "No".
6B.9c *Will the offer price be determined by way ofa bookbuild?Answer this question if your response to Q6B.9 is "No".If your response to this question is "yes", please notethe information that ASX expects to be announcedabout the results of the bookbuild set out insection 4.12 of Guidance Note 30Notifying an Issue ofSecurities and Applying for their Quotation. Yes or No
6B.9d *Provide details of the parameters that willapply to the bookbuild (e.g. the indicativeprice range for the bookbuild)Answer this question if your response to Q6B.9 is "No"and your response to Q6B.9c is "Yes".

Part 6C – Proposed non-pro rata offer to wholesale investors under an +information memorandum – timetable

QuestionNo. Question Answer
6C.1 *Expected date of +informationmemorandum
6C.2 *Date when +information memorandum andacceptance forms will be made available toinvestors
6C.3 *Offer open date
6C.4 *Closing date for receipt of acceptances
6C.6 *Proposed +Issue date

Part 6D – Proposed non-pro rata offer to wholesale investors under an +information memorandum – listing rule requirements

QuestionNo. Question Answer
6D.1 *Has the entity obtained, or is it obtaining,+security holder approval for the entireissue under listing rule 7.1?Answer this question if the issuer is an ASX Listing (i.e.not an ASX Debt Listing or ASX Foreign ExemptListing).If the issuer has obtained security holder approval forpart of the issue only and is therefore relying on itsplacement capacity under listing rule 7.1 and/or listingrule 7.1A for the remainder of the issue, the responseshould be 'no'. Yes or No
6D.1a *Date of meeting or proposed meeting toapprove the issue under listing rule 7.1Answer this question if the issuer is an ASX Listing andyour response to Q6D.1 is "Yes".
6D.1b *Are any of the +securities proposed to beissued without +security holder approvalusing the entity's 15% placement capacityunder listing rule 7.1?Answer this question if the issuer is an ASX Listing andyour response to Q6D.1 is "No". Yes or No
6D.1b(i) *How many +securities are proposed to beissued without +security holder approvalusing the entity's 15% placement capacityunder listing rule 7.1?Answer this question if the issuer is an ASX Listing,your response to Q6D.1 is "No" and your response toQ6D.1b is "Yes".Please complete and separately send by email to yourASX listings adviser a work sheet in the form ofAnnexure B to Guidance Note 21 confirming the entityhas the available capacity under listing rule 7.1 to issuethat number of securities.
6D.1c *Are any of the +securities proposed to beissued without +security holder approvalusing the entity's additional 10% placementcapacity under listing rule 7.1A (ifapplicable)?Answer this question if the issuer is an ASX Listingyour response to Q6D.1 is "No". Yes or No
6D.1c(i) *How many +securities are proposed to beissued without +security holder approvalusing the entity's additional 10% placementcapacity under listing rule 7.1A?Answer this question if the issuer is an ASX Listing,your response to Q6D.1 is "No" and your response toQ6D.1c is "Yes".Please complete and separately send by email to yourASX listings adviser a work sheet in the form ofAnnexure C to Guidance Note 21 confirming the entityhas the available capacity under listing rule 7.1A toissue that number of securities.
6D.2 *Is a party referred to in listing rule 10.11participating in the proposed issue? Yes or No

Part 6E – Proposed non-pro rata offer to wholesale investors under an +information memorandum – fees and expenses

QuestionNo. Question Answer
6E.1 *Will there be a lead manager or broker tothe proposed offer? Yes or No
6E.1a *Who is the lead manager/broker?Answer this question if your response to Q6E.1 is"Yes".
6E.1b *What fee, commission or otherconsideration is payable to them for actingas lead manager/broker?Answer this question if your response to Q6E.1 is"Yes".
6E.2 *Is the proposed offer to be underwritten? Yes or No
6E.2a *Who are the underwriter(s)?Answer this question if your response to Q6E.2 is"Yes".
6E.2b *What is the extent of the underwriting (i.e.the amount or proportion of the offer that isunderwritten)?Answer this question if your response to Q6E.2 is Yes
6E.2c *What fees, commissions or otherconsideration are payable to them for actingas underwriter(s)?Answer this question if your response to Q6E.2 is"Yes".Note: This includes any applicable discount theunderwriter receives to the issue price payable byparticipants in the issue.
6E.2d *Provide a summary of the significantevents that could lead to the underwritingbeing terminatedAnswer this question if your response to Q6E.2 is"Yes".You may cross-refer to another document with thisinformation provided it has been released on the ASXMarket Announcements Platform.
6E.2e *Is a party referred to in listing rule 10.11underwriting or sub-underwriting theproposed offer?Answer this question if the issuer is an ASX Listing andyour response to Q6E.2 is "Yes".Note: If your response is "Yes", this will require securityholder approval under listing rule 10.11. Yes or No
6E.2e(i) *What is the name of that party?Answer this question if the issuer is ASX Listing andyour response to Q6E.2e is "Yes".Note: If there is more than one such party acting asunderwriter or sub-underwriter include all of theirdetails in this and the next 2 questions
6E.2e(ii) *What is the extent of their underwriting orsub-underwriting (ie the amount orproportion of the issue they haveunderwritten or sub-underwritten)?Answer this question if the issuer is an ASX Listing andyour response to Q6E.2e is "Yes".
6E.2e(iii) *What fee, commission or otherconsideration is payable to them for actingas underwriter or sub-underwriter?Answer this question if the issuer is ASX Listing andyour response to Q6E.2e is "Yes".Note: This includes any applicable discount theunderwriter or sub-underwriter receives to the issueprice payable by participants in the issue.
6E.3 *Will brokers who lodge acceptances orrenunciations on behalf of eligible +securityholders be paid a handling fee orcommission? Yes or No
6E.3a * Will the handling fee or commission bedollar based or percentage based?Answer this question if your response to Q6E.3 is"Yes". Dollar based ($) or percentage based (%)
6E.3b *Amount of handling fee or commissionpayable to brokers who lodge acceptancesor renunciations on behalf of eligible+security holdersAnswer this question if your response to Q6E.3 is "Yes"and your response to Q6E.3a is "dollar based". $
6E.3c *Percentage handling fee or commissionpayable to brokers who lodge acceptancesor renunciations on behalf of eligible+security holdersAnswer this question if your response to Q6E.3 is "Yes"and your response to Q6E.3a is "percentage based". %
6E.3d Please provide any other relevantinformation about the handling fee orcommission methodAnswer this question if your response to Q6E.3 is"Yes".
6E.4 Details of any other material fees or costs tobe incurred by the entity in connection withthe proposed offer

Part 6F – Proposed non-pro rata offer to wholesale investors under an +information memorandum – further information

QuestionNo. Question Answer
6F.1 *The purpose(s) for which the entity intends ☐ For additional working capital
to use the cash raised by the proposed offerYou may select one or more of the items in the list. ☐ To fund the retirement of debt
☐ To pay for the acquisition of an asset[provide details below]
☐ To pay for services rendered [providedetails below]
☐ Other [provide details below]
Additional details:
6F.2 *Will the entity be changing itsdividend/distribution policy if the proposedissue is successful? Yes or No
6F.2a *Please explain how the entity will changeits dividend/distribution policy if theproposed issue is successfulAnswer this question if your response to Q6F.2 is"Yes".
6F.3 *Please explain the entity's allocation policyfor the offer, including whether or notacceptances from existing +security holderswill be given priority
6F.4 *URL on the entity's website wherewholesale investors can download the+information memorandum
6F.5 Any other information the entity wishes toprovide about the proposed offer

Part 7 – Details of proposed placement or other issue

If your response to Q1.6 is "A placement or other type of issue", please complete Parts 7A – 7F and the details of the securities proposed to be issued in Part 8.

Part 7A – Proposed placement or other issue – conditions
----------- -- ------------------------------------- -- -- ------------
QuestionNo. Question Answer
7A.1 *Are any of the following approvals requiredfor the placement or other type of issue?+•Security holder approval•Court approvalLodgement of court order with +•ASIC•ACCC approval•FIRB approval•Another approval/condition external tothe entity. No
7A.1a Conditionsapproval). Answer these questions if your response to 7A.1 is "Yes".holder meeting in the case of + Select the applicable approval(s) from the list. More than one approval can be selected.The "date fordetermination" is the date that you expect to know if the approval is given (for example, the date of the securitysecurity holder approval or the date of the court hearing in the case of court
*Approval/ conditionType *Date fordetermination *Is the dateestimated oractual? **Approval received/condition met?Please answer "Yes" or"No". Only answer thisquestion when you knowthe outcome of theapproval. Comments
+Security holderapproval
Court approval
Lodgement of courtorder w ith +ASIC
ACCC approval
FIRB approval
Other (please specifyin comment section)

Part 7B – Details of proposed placement or other issue - issue details

QuestionNo. Question Answer
7B.1 *Class of +securities to be offered under theplacement or other issue (please enter boththe ASX security code & description) SVW : ORDINARY FULLY PAID
7B.2 Number of +securities proposed to beissuedIf the number of securities proposed to be issued isbased on a formula linked to a variable (for example,VWAP or an exchange rate or interest rate), includethe number of securities based on the variable as atthe date the Appendix 3B is lodged with ASX and adda note in the "Any other information the entity wishes toprovide about the proposed offer" field at the end ofthis form making it clear that this number is based onthe variable as at the date of the Appendix 3B and thatit may change. 22,222,222
7B.3 *Are the +securities proposed to be issuedbeing issued for a cash consideration?If the securities are being issued for nil cash consideration, answerthis question "No". Yes
7B.3a *In what currency is the cash considerationbeing paidFor example, if the consideration is being paid inAustralian Dollars, state AUD.Answer this question if your response to Q7B.3 is"Yes". AU$
7B.3b *What is the issue price per +securityAnswer this question if your response to Q7B.3 is "Yes"and by reference to the issue currency provided in yourresponse to Q7B.3a.Note: you cannot enter a nil amount here. If thesecurities are being issued for nil cash consideration,answer Q7B.3 as "No" and complete Q7B.3d. $22.50
7B.3c AUD equivalent to issue price amount per+securityAnswer this question if the currency is non-AUD
7B.3d Please describe the consideration beingprovided for the +securitiesAnswer this question if your response to Q7B.3 is "No".
7B.3e Please provide an estimate of the AUDequivalent of the consideration beingprovided for the +securitiesAnswer this question if your response to Q7B.1 is "No".

Part 7C – Proposed placement or other issue – timetable

QuestionNo. Question Answer
7C.1 *Proposed +issue date Friday 23 April 2021
QuestionNo. Question Answer
7D.1 *Has the entity obtained, or is it obtaining,+security holder approval for the entireissue under listing rule 7.1?Answer this question if the issuer is an ASX Listing (i.e.not an ASX Debt Listing or ASX Foreign ExemptListing).If the issuer has obtained security holder approval forpart of the issue only and is therefore relying on itsplacement capacity under listing rule 7.1 and/or listingrule 7.1A for the remainder of the issue, the responseshould be 'no'. No
7D.1a *Date of meeting or proposed meeting toapprove the issue under listing rule 7.1Answer this question if the issuer is an ASX Listing andyour response to Q7D.1 is "Yes".
7D.1b *Are any of the +securities proposed to beissued without +security holder approvalusing the entity's 15% placement capacityunder listing rule 7.1?Answer this question if the issuer is an ASX Listing andyour response to Q7D.1 is "No". Yes
7D.1b(i) *How many +securities are proposed to beissued without +security holder approvalusing the entity's 15% placement capacityunder listing rule 7.1?Answer this question the issuer is an ASX Listing, yourresponse to Q7D.1 is "No" and if your response toQ7D.1b is "Yes".Please complete and separately send by email to yourASX listings adviser a work sheet in the form ofAnnexure B to Guidance Note 21 confirming the entityhas the available capacity under listing rule 7.1 to issuethat number of securities. 22,222,222
7D.1c *Are any of the +securities proposed to beissued without +security holder approvalusing the entity's additional 10% placementcapacity under listing rule 7.1A (ifapplicable)?Answer this question if the issuer is an ASX Listing andyour response to Q7D.1 is "No". No
7D.1c(i) *How many +securities are proposed to beissued without +security holder approvalusing the entity's additional 10% placementcapacity under listing rule 7.1A?Answer this question if the issuer is an ASX Listing,your response to Q7D.1 is "No" and your response toQ7D.1c is "Yes".Please complete and separately send by email to yourASX listings adviser a work sheet in the form ofAnnexure C to Guidance Note 21 confirming the entityhas the available capacity under listing rule 7.1A toissue that number of securities.
Part 7D – Proposed placement or other issue – listing rule requirements
7D.1c(ii) *Please explain why the entity has chosento do a placement or other issue rather thana +pro rata issue or an offer under a+security purchase plan in which existingordinary +security holders would have beeneligible to participateAnswer this question if the issuer is an ASX Listing,your response to Q7D.1 is "No" and your response toQ7D.1c is "Yes".
7D.2 *Is a party referred to in listing rule 10.11participating in the proposed issue?Answer this question if the issuer is an ASX Listing.Note: If your response is "Yes", this will require securityholder approval under listing rule 10.11. No
7D.3 *Will any of the +securities to be issued be+restricted securities for the purposes of thelisting rules?Note: the entity should not apply for quotation ofrestricted securities No
7D.3a *Please enter, the number and +class of the+restricted securities and the date fromwhich they will cease to be +restrictedsecuritiesAnswer this question if your response to Q7D.3 is"Yes".
7D.4 *Will any of the +securities to be issued besubject to +voluntary escrow? No
7D.4a *Please enter the number and +class of the+securities subject to +voluntary escrowand the date from which they will cease tobe subject to +voluntary escrowAnswer this question if your response to Q7D.4 is"Yes".

Part 7E – Proposed placement or other issue – fees and expenses

QuestionNo. Question Answer
7E.1 *Will there be a lead manager or broker tothe proposed issue? Yes
7E.1a *Who is the lead manager/broker?Answer this question if your response to Q7E.1 is"Yes". Jarden Australia Pty Limited (Jarden) andMacquarie Capital (Australia) Limited(together, the JLMs) are acting as joint leadmanagers and underwriters to thePlacement.
7E.1b *What fee, commission or otherconsideration is payable to them for actingas lead manager/broker?Answer this question if your response to Q7E.1 is"Yes". SGH has agreed to pay 0.5% of theproceeds of the Placement to the JLMs as amanagement fee.
7E.2 *Is the proposed issue to be underwritten? Yes
7E.2a *Who are the underwriter(s)?Answer this question if your response to Q7E.2 is"Yes". As above, the JLMs are acting as joint leadmanagers and underwriters to thePlacement
7E.2b *What is the extent of the underwriting (i.e.the amount or proportion of the issue that isunderwritten)?Answer this question if your response to Q7E.2 is"Yes". The Placement is fully underwritten by theJLMs.
7E.2c *What fees, commissions or otherconsideration are payable to them for actingas underwriter(s)?Answer this question if your response to Q7E.2 is"Yes".Note: This includes any applicable discount theunderwriter receives to the issue price payable byparticipants in the issue. SGH has agreed to pay 1.25% of theproceeds of the Placement to the JLMs asan underwriting fee.
7E.2d *Provide a summary of the significantevents that could lead to the underwritingbeing terminatedAnswer this question if your response to Q7E.2 is"Yes".Note: You may cross-refer to a coveringannouncement or to a separate annexure with thisinformation. Please refer to Appendix 3 of the InvestorPresentation announced to ASX on Monday,19 April 2021.
7E.3 *Is a party referred to in listing rule 10.11underwriting or sub-underwriting theproposed issue?Answer this question if the issuer is an ASX Listing (i.e.not an ASX Debt Listing or ASX Foreign ExemptListing) and your response to Q7E.2 is "Yes".Note: If your response is "Yes", this will require securityholder approval under listing rule 10.11. No
7E.3a *What is the name of that party?Answer this question if the issuer is an ASX Listing andyour response to Q7E.3 is "Yes".Note: If there is more than one such party acting asunderwriter or sub-underwriter include all of theirdetails in this and the next 2 questions.
7E.3b *What is the extent of their underwriting orsub-underwriting (i.e. the amount orproportion of the issue they haveunderwritten or sub-underwritten)?Answer this question if the issuer is an ASX Listing andyour response to Q7E.3 is "Yes".
7E.3c *What fee, commission or otherconsideration is payable to them for actingas underwriter or sub-underwriter?Answer this question if the issuer is an ASX Listing andyour response to Q7E.3 is "Yes".Note: This includes any applicable discount theunderwriter or sub-underwriter receives to the issueprice payable by participants in the issue.
7E.4 Details of any other material fees or costs tobe incurred by the entity in connection withthe proposed issue Fees and costs incurred by SGH inconnection with the Placement include shareregistry fees, settlement fees and legal andother external adviser fees.
QuestionNo. Question Answer
7F.1 *The purpose(s) for which the entity isissuing the securitiesYou may select one or more of the items in the list. ☒To raise additional working capital☒To fund the retirement of debt☐ To pay for the acquisition of an asset[provide details below]☐ To pay for services rendered [providedetails below]☒Other [provide details below]Additional details:General corporate purposes to providebalance sheet flexibility and reduce net debt.
7F.2 *Will the entity be changing itsdividend/distribution policy if the proposedissue proceeds? No
7F.2a *Please explain how the entity will changeits dividend/distribution policy if theproposed issue proceedsAnswer this question if your response to Q7F.2 is"Yes".
7F.3 Any other information the entity wishes toprovide about the proposed issue

Part 7F – Proposed placement or other issue – further information

Part 8 – details of +securities proposed to be issued

Answer the relevant questions in this part for the type of +securities the entity proposes to issue. If the entity is proposing to issue more than one class of security, including free attaching securities, please complete a separate version of Part 8 for each class of security proposed to be issued.

Part 8A – type of +securities proposed to be issued

QuestionNo. Question Answer
8A.1 *The +securities proposed to be issued are:Tick whichever is applicableNote: SPP offers must select "existing quoted class" ☒Additional +securities in a class that isalready quoted on ASX ("existingquoted class")
☐ Additional +securities in a class that isnot currently quoted, and not intendedto be quoted, on ASX ("existingunquoted class")
☐ New +securities in a class that is not yetquoted, but is intended to be quoted, onASX ("new quoted class")
☐ New +securities in a class that is notquoted, and not intended to be quoted,on ASX ("new unquoted class")

Note: If the +securities referred to in this form are being offered under a +disclosure document or +PDS and the entity selects the first or third option in its response to question 8A.1 above (existing quoted class or new quoted class), then by lodging this form with ASX, the entity will be taken, for the purposes of sections 711(5) and 1013H (as applicable) of the Corporations Act, to have applied for quotation of those +securities. However, once the final number of +securities offered under the +disclosure document or +PDS is known, the entity must complete and lodge with ASX an Appendix 2A applying for the quotation of that number of +securities.

Part 8B – details of +securities proposed to be issued (existing quoted class or existing unquoted class)

Answer the questions in this Part if your response to Q8A.1 is "existing quoted class" or "existing unquoted class".

QuestionNo. Question Answer
8B.1 *ASX security code & description SVW: ORDINARY FULLY PAID
8B.1a ISIN Code for the entitlement or right toparticipate in a non-renounceable issue; orfor the tradeable rights created under arenounceable right issue (if Issuer is foreigncompany and +securities are non CDIs)
8B.2a *Will the +securities to be quoted rankequally in all respects from their issue datewith the existing issued +securities in thatclass? Yes
8B.2b *Is the actual date from which the+securities will rank equally (non-rankingend date) known?Answer this question if your response to Q8B.2a is"No". Yes or No
8B.2c *Provide the actual non-ranking end dateAnswer this question if your response to Q8B.2a is"No" and your response to Q8B.2b is "Yes".
8B.2d *Provide the estimated non-ranking endperiodAnswer this question if your response to Q8B.2a is"No" and your response to Q8B.2b is "No".
8B.2e *Please state the extent to which the+securities do not rank equally:•in relation to the next dividend,distribution or interest payment; or
•for any other reasonAnswer this question if your response to Q8B.2a is"No".For example, the securities may not rank at all, or mayrank proportionately based on the percentage of theperiod in question they have been on issue, for thenext dividend, distribution or interest payment or theymay not be entitled to participate in some other event,such as an entitlement issue.

Part 8C – details of +securities proposed to be issued (new quoted class or new unquoted class)

Answer the questions in this Part if your response to Q8A.1 is "new quoted class" or "new unquoted class".

QuestionNo. Question Answer
8C.1 *+Security descriptionThe ASX security code for this security will beconfirmed by ASX in due course.
8C.2 *Security typeSelect one item from the list.Please select the most appropriate security type fromthe list. This will determine more detailed questions tobe asked about the security later in this section. Select"ordinary fully or partly paid shares/units" for stapledsecurities or CDIs. For interest rate securities, pleaseselect the appropriate choice from either "Convertibledebt securities" or "Non-convertible debt securities"(tradeable securities); or "Wholesale debt securities"(non-tradeable). Select "Other" for performanceshares/units and performance options/rights or if theselections available in the list do not appropriatelydescribe the security being issued. ☐ Ordinary fully or partly paid shares/units☐ Options☐ +Convertible debt securities☐ Non-convertible +debt securities☐ Redeemable preference shares/units☐ Wholesale debt securities☐Other
8C.3 ISIN codeAnswer this question if you are an entity incorporatedoutside Australia and you are proposing to issue a newclass of securities other than CDIs. See also the noteat the top of this form.
8C.3a ISIN Code for the entitlement or right toparticipate in a non-renounceable issue; orfor the tradeable rights created under arenounceable right issue (if Issuer is foreigncompany and +securities are non CDIs)
8C.4a *Will all the +securities proposed to beissued in this class rank equally in allrespects from the issue date? Yes or No
8C.4b *Is the actual date from which the+securities will rank equally (non-rankingend date) known?Answer this question if your response to Q8C.4a is"No". Yes or No
8C.4c *Provide the actual non-ranking end dateAnswer this question if your response to Q8C.5a is"No" and your response to Q8C.4b is "Yes".
8C.4d *Provide the estimated non-ranking endperiodAnswer this question if your response to Q8C.4a is"No" and your response to Q8C.4b is "No".
8C.4e *Please state the extent to which the+securities do not rank equally:•in relation to the next dividend,distribution or interest payment; or•for any other reasonAnswer this question if your response to Q8C.4a is"No".For example, the securities may not rank at all, or mayrank proportionately based on the percentage of theperiod in question they have been on issue, for thenext dividend, distribution or interest payment; or theymay not be entitled to participate in some other event,such as an entitlement issue.
8C.5 Please attach a document or provide a URLlink for a document lodged with ASX settingout the material terms of the +securitiesproposed to be issued or provide theinformation by separate announcement.You may cross-reference a disclosure document, PDS,information memorandum, investor presentation orother announcement with this information provided ithas been released to the ASX Market AnnouncementsPlatform.
8C.6 *Have you received confirmation from ASXthat the terms of the +securities areappropriate and equitable under listing rule6.1?Answer this question only if you are an ASX Listing.(ASX Foreign Exempt Listings and ASX Debt Listingsdo not have to answer this question).If your response is "No" and the securities have anyunusual terms, you should approach ASX as soon aspossible for confirmation under listing rule 6.1 that theterms are appropriate and equitable. Yes or No
8C.7a Ordinary fully or partly paid shares/units detailsAnswer the questions in this section if you selected this security type in your response to Question 8C.2.
*+Security currencyThis is the currency in which the face amount of anissue is denominated. It will also typically be thecurrency in which distributions are declared.
*Will there be CDIs issued over the+securities? Yes or No
*CDI ratio X:Y
Answer this question if you answered "Yes" to theprevious question. This is the ratio at which CDIs can
be transmuted into the underlying security (e.g. 4:1
means 4 CDIs represent 1 underlying security whereas1:4 means 1 CDI represents 4 underlying securities).
*Is it a partly paid class of +security? Yes or No
*Paid up amount: unpaid amount X:Y
Answer this question if answered "Yes" to the previousquestion.
The paid up amount represents the amount ofapplication money and/or calls which have been paidon any security considered 'partly paid'
The unpaid amount represents the unpaid or yet to becalled amount on any security considered 'partly paid'.
The amounts should be provided per the securitycurrency (e.g. if the security currency is AUD, then thepaid up and unpaid amount per security in AUD).
*Is it a stapled +security? Yes or No
This is a security class that comprises a number of
ordinary shares and/or ordinary units issued byseparate entities that are stapled together for the
purposes of trading.
8C.7b Option details
Answer the questions in this section if you selected this security type in your response to Question Q8C.2.
*+Security currency
This is the currency in which the exercise price ispayable.
*Exercise price
The price at which each option can be exercised and
convert into the underlying security.
The exercise price should be provided per the securitycurrency (i.e. if the security currency is AUD, the
exercise price should be expressed in AUD).
*Expiry date
The date on which the options expire or terminate.
*Details of the number and type of +security
(including its ASX security code if the
+security is quoted on ASX) that will be
issued if an option is exercised
For example, if the option can be exercised to receiveone fully paid ordinary share with ASX security code
ABC, please insert "One fully paid ordinary share(ASX:ABC)".
8C.7c Details of non-convertible +debt securities, +convertible debt securities, orredeemable preference shares/units
Answer the questions in this section if you selected one of these security types in your response to QuestionQ8C.2.
Refer to Guidance Note 34 and the "Guide to the Naming Conventions and Security Descriptions for ASX QuotedDebt and Hybrid Securities" for further information on certain terms used in this section
*Type of +security ☐ Simple corporate bond
Select one item from the list ☐ Non-convertible note or bond
☐ Convertible note or bond
☐ Preference share/unit
☐ Capital note
☐ Hybrid security
☐ Other
*+Security currency
This is the currency in which the face value of thesecurity is denominated. It will also typically be the
currency in which interest or distributions are paid.
*Face value
This is the principal amount of each security.
The face value should be provided per the securitycurrency (i.e. if security currency is AUD, then the face
value per security in AUD).
*Interest rate type ☐ Fixed rate
Select one item from the list ☐ Floating rate
Select the appropriate interest rate type per the termsof the security. Definitions for each type are provided in ☐ Indexed rate
the Guide to the Naming Conventions and SecurityDescriptions for ASX Quoted Debt and Hybrid ☐ Variable rate
Securities ☐ Zero coupon/no interest
☐ Other
*Frequency of coupon/interest payments ☐ Monthly
per year ☐ Quarterly
Select one item from the list. ☐ Semi-annual
☐ Annual
☐ No coupon/interest payments
☐ Other
*First interest payment date
A response is not required if you have selected "Nocoupon/interest payments" in response to the question
above on the frequency of coupon/interest payments
*Interest rate per annum % p.a.
Answer this question if the interest rate type is fixed.
*Is the interest rate per annum estimated at Yes or No
this time?Answer this question if the interest rate type is fixed.
*If the interest rate per annum is estimated,
then what is the date for this information to
be announced to the market (if known)
Answer this question if the interest rate type is fixedand your response to the previous question is "Yes".
Answer "Unknown" if the date is not known at this time.
*Does the interest rate include a reference Yes or No
rate, base rate or market rate (e.g. BBSW
or CPI)?
Answer this question if the interest rate type is floatingor indexed.
*What is the reference rate, base rate ormarket rate?Answer this question if the interest rate type is floatingor indexed and your response to the previous questionis "Yes".
*Does the interest rate include a marginabove the reference rate, base rate ormarket rate?Answer this question if the interest rate type is floatingor indexed. Yes or No
*What is the margin above the referencerate, base rate or market rate (expressed asa percent per annum)Answer this question if the interest rate type is floatingor indexed and your response to the previous questionis "Yes". % p.a.
*Is the margin estimated at this time?Answer this question if the interest rate type is floatingor indexed. Yes or No
*If the margin is estimated, then what is thedate for this information to be announced tothe market (if known)Answer this question if the interest rate type is floatingor indexed and your response to the previous questionis "Yes".Answer "Unknown" if the date is not known at this time.
*S128F of the Income Tax Assessment Actstatus applicable to the +securitySelect one item from the listFor financial products which are likely to give rise to apayment to which s128F of the Income TaxAssessment Act applies, ASX requests issuers toconfirm the s128F status of the security:•"s128F exempt" means interest payments are nottaxable to non-residents;•"Not s128F exempt" means interest payments aretaxable to non-residents;•"s128F exemption status unknown" means theissuer is unable to advise the status;"Not applicable" means s128F is not applicable to thissecurity ☐ s128F exempt☐ Not s128F exempt☐ s128F exemption status unknown☐ Not applicable
*Is the +security perpetual (i.e. no maturitydate)? Yes or No
*Maturity dateAnswer this question if the security is not perpetual
*Select other features applicable to the+securityUp to 4 features can be selected. Further information isavailable in the Guide to the Naming Conventions andSecurity Descriptions for ASX Quoted Debt and HybridSecurities. ☐ Simple☐ Subordinated☐ Secured☐ Converting☐ Convertible☐ Transformable☐ Exchangeable☐ Cumulative☐ Non-Cumulative☐ Redeemable☐ Extendable☐ Reset☐ Step-Down
☐ Step-Up☐ Stapled
*Is there a first trigger date on which a rightof conversion, redemption, call or put canbe exercised (whichever is first)? ☐ None of the aboveYes or No
*If yes, what is the first trigger dateAnswer this question if your response to the previousquestion is "Yes".
*Details of the number and type of +security(including its ASX security code if the+security is quoted on ASX) that will beissued if the +securities to be quoted areconverted, transformed or exchanged
Answer this question if the security features include"converting", "convertible", "transformable" or"exchangeable".For example, if the security can be converted into1,000 fully paid ordinary shares with ASX security codeABC, please insert "1,000 fully paid ordinary shares
(ASX:ABC)".
8C.7d Details of wholesale debt securitiesAnswer the questions in this section if you selected this security type in your response to Question Q8C.2.Refer to Guidance Note 34 and the "Guide to the Naming Conventions and Security Descriptions for ASX QuotedDebt and Hybrid Securities" for further information on certain terms used in this section
CFI
FISN
*+Security currencyThis is the currency in which the face value of thesecurity is denominated. It will also typically be thecurrency in which interest or distributions are paid.
Total principal amount of class
Face valueThis is the offer / issue price or value at which thesecurity was offered on issue.
Number of +securitiesThis should be the total principal amount of classdivided by the face value
*Interest rate typeSelect the appropriate interest rate type per the termsof the security. ☐ Fixed rate☐ Floating rate☐ Fixed to floating☐ Floating to fixed
*Frequency of coupon/interest paymentsper yearSelect one item from the list. The number of interestpayments to be made per year for a wholesale debtsecurity. ☐ Monthly☐ Quarterly☐ Semi-annual☐ Annual☐ No payments
*First interest payment dateA response is not required if you have selected "Nopayments" in response to the question above on thefrequency of coupon/interest payments.
*Interest rate per annumA response is not required if you have selected "Nopayments" in response to the question above on thefrequency of coupon/interest payments. The raterepresents the total rate for the first payment periodwhich may include a reference or base rate plus amargin rate and other adjustment factors whereapplicable, stated on a per annum basis. If the rate isonly an estimate at this time please enter an indicativerate and provide the actual rate once it has becomeavailable. %
*Maturity dateThe date on which the security matures.
Class type description
*S128F of the Income Tax Assessment Actstatus applicable to the +securitySelect one item from the listFor financial products which are likely to give rise to apayment to which s128F of the Income TaxAssessment Act applies, ASX requests issuers toconfirm the s128F status of the security:•"s128F exempt" means interest payments are nottaxable to non-residents;•"Not s128F exempt" means interest payments aretaxable to non-residents;•"s128F exemption status unknown" means theissuer is unable to advise the status;"Not applicable" means s128F is not applicable to this ☐ s128F exempt☐ Not s128F exempt☐ s128F exemption status unknown☐ Not applicable
security

Introduced 01/12/19; amended 31/01/20; amended 18/07/20